energizer holdings inc (ENR) Key Developments

Energizer Holdings, Inc. Announces Management Changes

Jul 7 15

Energizer Holdings, Inc. announced that in connection with the consummation of the Spin-Off effective upon the effective time, the number of total members of company's board of directors was set at ten and the board of directors consists of J. Patrick Mulcahy, Alan Hoskins, Bill Armstrong, Cynthia Brinkley, Kevin Hunt, James Johnson, John Klein, W. Patrick McGinnis, Patrick Moore and John Roberts. Messrs. Hoskins, Hunt, Moore and Mulcahy were assigned to stand for election as Class I directors at the 2016 annual meeting of shareholders, Ms. Brinkley and Messrs. Klein and Roberts were assigned to stand for election as Class II directors at the 2017 annual meeting of shareholders, and Messrs. Armstrong, Johnson and McGinnis were assigned to stand for election as Class III directors at the 2018 annual meeting of shareholders. Mr. Mulcahy has been appointed Chairman of the Board, and the composition of the Audit Committee, Nominating and Executive Compensation Committee and Finance and Oversight Committee are as follows: Audit Committee, Bill G. Armstrong, John E. Klein, Patrick J. Moore, John R. Roberts (Chair); Nominating and Executive Compensation Committee: Bill G. Armstrong, Cynthia J. Brinkley, Kevin J. Hunt, James C. Johnson (Chair); Finance and Oversight Committee: Alan R. Hoskins, Kevin J. Hunt, John E. Klein, W. Patrick McGinnis (Chair), J. Patrick Mulcahy. The Company's board of directors determined that Ms. Brinkley and Messrs. Mulcahy, Armstrong, Hunt, Johnson, Klein, McGinnis, Roberts and Moore are independent under applicable standards of the New York Stock Exchange and the Company's Corporate Governance Principles. As of the Effective Time, Brian K. Hamm and Mark S. LaVigne, who served as the members of the board prior to the Spin-Off, resigned from the board of directors. Additionally, in connection with the consummation of the Spin-Off, effective as of the Effective Time, the Company appointed Alan Hoskins as President and Chief Executive Officer, Brian Hamm as Executive Vice President and Chief Financial Officer, Mark LaVigne as Executive Vice President and Chief Operating Officer and Timothy Gorman as Vice President, Controller and Principal Accounting Officer. Additionally, in connection with the consummation of the Spin-Off, effective as of the Effective Time, the Company appointed Timothy Gorman as Vice President, Controller and Principal Accounting Officer.

Energizer Holdings, Inc. announced that its newly formed Board of Directors initiated a dividend program by declaring a dividend of $0.25 per share of common stock, payable on September 9, 2015, to all shareholders of record as of the close of business on August 19, 2015. Subject to declaration by the Board, Energizer anticipates paying a $0.25 per share cash dividend each quarter, with expected dividend payment dates in March, June, September and December. Future declarations of dividends are subject to Board approval and may be adjusted at the discretion of the Board, as business needs or market conditions change.

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